The Bar Bill
by DannyFan66
Summary: One day Max decides to bring in the mail and the whole world gets turned on it's ear... Niles and CC. Read and Review, please! FoG


Disclaimer: I don't own any part of The Nanny...yet. But, I'm hopeful!

A/N: This started as a chapter for another story that I decided didn't really work for that story so I just made it a story of it's own! Let me know!! - FoG

**The Bar Bill**

Niles strode into the office. "You called me, Sir?"

"Yes, Niles. I brought in the mail this morning when I got back from my breakfast meeting. There was a bill from 'Jack's Bar and Grill'. I opened it thinking it was a business matter. It was apparently yours?" Max waved the bill slightly.

Niles reached out for it. "Yes, Sir." Niles didn't like what Max was getting at. "It's my tab, Sir. May I have it, please."

"Is there something we should talk about here, Niles?" Max asked obviously concerned with the amount of the tab.

Niles just looked at him. "No, Sir. I hosted a lunch for a butler friend of mine who was retiring. Now may I have my mail, Sir?" Niles was getting a little irritated with Max.

"CC, will you excuse us for a moment, please?" Max asked her politely.

CC stood. "Geez, Max, you always make me leave when Benson is just about to get it."

"CC!" Max used a tone no one was used to hearing from him.

CC left and couldn't decide if she was worried for Niles or for herself. She headed right into the kitchen and hit the button on the intercom.

_"…none of your concern, Max." Niles sounded quite angry._

_"It's very much my concern, Old man. You're my best friend but you are also my employee and what you do reflects' upon me." Max was upset with Niles like CC had never heard. "This is the third time in as many months that you've had a butler friend retire. Don't you know any young butlers?"_

_"No, Max…they're all my age! And, when have I ever done anything to embarrass you? I'll tell you when, never!" Niles didn't want to continue this any longer. So he took a deep breath and released it. "Now, Sir, if I may please have my mail. I will take care of the bill at Jack's as I have before and I'm sure I will again."_

CC heard Max sigh, which meant it was loud enough to make it through the intercom. "That can't be good." CC whispered.

"What's that, CC?" Fran asked as she came down the back stairs.

CC's eyebrows jumped to the top of her face. "Uhm…nothing, Fran."

"CC, we're friends now. You have to know you can trust me." Fran pulled up a chair. And they listened to the last bit of conversation on the intercom together.

_"Max, I assure you it's not what you think. I'll pay the bill as I always do. You know full well you can count on one hand the number of times you've even seen me drunk, why would you think I'd go off and drink myself stupid?" Niles was calmer now, but still upset at how little Max really seemed to know him._

_"I don't know, Niles. Ever since Fran and I got married you've seem to lose focus or something. I know you tried all those years to get us together and now that we are it's like you've lost your purpose or something. I just don't want you to think you have to go off drinking if you need a friend." Max was desperately trying to be a good friend._

_Niles sighed. "Max, I promise you that's not what's happening. Now, please, if we are really and truly friends…give me my mail and let it go."_

_"Alright, Old man, I will respect your wishes, but please, if you need a friend, I'm still here." Max was quiet and handed Niles his mail._

"Oy…you're right. That's not good. I wonder why Max thinks Niles is goin' out drinkin'? Fran stood up and waited to see if Niles entered the kitchen.

"Niles must have gone to his room." CC started. "Max opened a bill from Jack's bar and grill. It was Niles' tab. I guess it's pretty big."

Fran frowned. "Niles isn't really a drinker. How would he run up a big bar tab?"

"He told Max that he threw a luncheon for a butler friend that retired." CC explained what she'd heard. "But Max says it's the third time in as many months."

Fran put the stools back behind the counter. "Do you have a lot of work to do right now?"

"No, why?" CC knew that look in Fran's eyes. "What have you got in mind?"

Fran looked a little shocked. "How do you know I'm plannin' somthin'?"

"Please, Fran, I know that look." CC waited.

Fran sighed. "I'm goin' to that bar to see what's goin' on."

"Let's go, Marybeth." CC winked.

Fran laughed lightly. "Hey, how come you get to be Cagney?"

"Fran, Christine Cagney? Let's see we share initials, we're both blondes, we're both mouthy, neither of us is married." CC looked at Fran and waited for her argument.

"You left out that you both like to drink." Fran thought about what she'd just said, but didn't mention the thought running through her head to CC. "Ok, Chris, let's move."

* * *

They arrived at Jack's bar and grill in no time flat. Fran and CC went into the place and decided it didn't seem like a bad place at all. "Excuse me," Fran asked the man behind the bar. "This is going to seem like an odd question, but have you ever seen either of us here?"

"Nope, but I'm new to the night shift, I used to work the lunch shift." The man offered.

CC fished into her purse for something. "Ok, can you tell us if you've ever seen this man in here?" CC showed him a small framed photo. "He may have been with a large party or group."

Fran looked at CC strangely. "Nope." The man answered. "I'm sorry, but you could come back tonight and check with Jack. He's here every night. He comes in a seven and closes up."

"Thanks, maybe we'll do that." CC smiled and slipped the photo back into her purse.

Fran was still looking at CC. "What!"

Fran smiled at CC. "You carry a framed photo of Niles in your purse?"

CC realized that would be hard to explain. "Uhm…yeah…I have pictures of everyone. Don't you?"

"Sure…in my wallet, not in a heart shaped picture frame." Fran grinned. "Ok, CC…let's get some dinner and you can just tell me everything."

CC knew she was trapped. If she didn't spill everything to Fran, she'd definitely tell Niles about the photo. If she does confess, then at least she may convince Fran to keep the secret. CC sighed. "Ok, but you're buying."

They found a table far from the bar in the back corner next to the ladies room. "Ok, CC we've ordered our food and we each have a nice drink…" CC downed her scotch. "Well, I have a nice drink."

CC waved to their waiter and lifted her glass. "Just bring the bottle."

"Ok, CC. You need to tell me what's going on before you can't talk straight." Fran sat still and coaxed CC to tell the story as she waited and watched her down her second, third and fourth scotch. "I should kill that waiter for actually bringing the bottle."

"I just don't know what I'm supposed to do, Fran. I mean you see how we treat each other." CC was still managing to talk without slurring, much.

Fran sighed. "CC, you've got to eat some of your dinner. Even you can't drink this much on an empty stomach. I've never seen you drink like this, what's with you tonight?"

"Him!" CC barked at the photo she now held in her hand. "It shouldn't be so hard, Fran. I know you had a tough time with Max, and I know I didn't make it any easier for you, but I did have my reasons."

"I know. You wanted him for yourself." Fran shrugged.

CC shook her head. "Nope, that's not it at all." Now CC was starting to slur her words just a bit. "See, no one knows. Well, maybe that Gracie…she knows a lot of stuff."

Fran was shocked. "You just called her Gracie!"

"That's her name, right?" CC asked and downed what must have been her eighth drink, Fran had lost count.

"Yeah, but…neva mind. What reasons did you have for making if hard for me and Max?" Fran was getting off track, but not as much as she thought.

"I only wanted to make him jealous. It just made him mad…and mean." CC seemed suddenly sad and slipped another drink down her throat.

"How did you think keeping him from me would make Max jealous?" Fran asked like CC had completely lost her mind.

CC shook her head so much she swayed back and forth in the booth. "Not Max, Fran…Niles. I wanted to make Niles jealous. But it didn't work, he just got really mad at me and that made him mean."

Fran was in shock. She couldn't believe what she'd just heard. "You mean to tell me that all this time you been throwin' yaself at Max it was 'cause ya wanted Niles?"

"Yep." CC nodded. "See how well it worked? You got Max and I got Jack's." CC laughed at her rhyme.

Fran just realized that CC must have been to Jack's before. She just didn't remember when she was sober. Her thoughts ran like crazy. _"This woman is so very screwed up." _"CC…listen to me. I need you to think for a minute…ok?" CC nodded. "Good girl. Have you been to Jack's bar and grill before today?"

"Oh…yeah…lots." CC answered and down went another drink.

"Geez, how do you do that?" Fran asked more to the air than to CC.

CC shrugged. "Years of practice." CC had a moment of lucidity and turned to face Fran with a very frightened look on her face. "Fran! You have to promise you won't tell Niles that I'm in love with him. He'll just use it to torture me. He hates me, more now than ever. Please!"

"CC…I think that you should tell him." Fran tried to smile.

CC shook her head violently. "No! No! You have to promise me. Please, Fran!"

"Ok, ok, I promise. I won't tell Niles that you're in love with him." CC started crying lightly and her chin dropped to her chest. Fran sighed. "Oh, CC. No one should go through this to forget about bein' in love." Fran lightly rubbed her back. "CC, I'm gonna go pee and then I'm takin' you outta here." Fran stood up and left CC at the table.

"Ok, Fran, I'll just wait here and you'll take me home." CC rested her head on the table.

* * *

At the bar a man was on the phone. "Yeah, she must have come in early tonight or something. She looks pretty bad. Ok, I'll be here."

Less than ten minutes Fran was walking out of the ladies room. "Geez, would it kill these places to put in a few more stalls. They know ladies take longer." Fran stepped up to the doorway at the end of the hall that lead to the restroom and saw Niles slipping his arm around CC's waist. He walked her slowly to the bar where she watched him say something to the bartender before he led CC out of the club.

Fran made her way to the bar. "Excuse me, are you Jack?"

"That I am, how can I help you?" The handsome man asked her.

Fran gave him her best smile. "That blonde that just left with that man…she's a friend of mine and I was wondering if you could tell me about the man?"

"Uhm…I'm sorry, lady, that's not really something I can talk about." Jack started to step away when the other bartender walked up.

Fran smiled. "Hey, could you tell Jack here about me and my friend from earlier?"

"Sure." The man turned to Jack. "This is the lady I told you about. She was here with that blonde, asking questions about that guy she left with."

Jack sighed not sure of what he should say. "Ok, you ask and I'll answer as best as I can, but I'm not volunteering anything."

"Is CC Babcock a regular here?" Fran started with the obvious.

"Yes." Jack wasn't kidding about the volunteering.

Fran frowned at him. "Does she come in here more than twice a week?"

"Yes." Jack wasn't planning on making this easy.

Fran sighed. "That man she left with, is his name Niles?"

"Yes." Jack knew she was going to get all the information eventually.

Fran shook her head. "Does he ask you to run a tab for her which he eventually pays?"

"Yes." Jack was on the verge of spilling.

Fran could see that Jack was ripe for the picking. "Why?"

"He used to come in here about half an hour after her. He'd just sit at the end of the bar and watch her, just waiting. Once she was completely plastered he'd do just like he did tonight. He'd help her up, put on her coat and take her out of here, asked me to run a tab. Pretty soon we got to talkin'. He told me she's his wife and they're separated. So he worries about her. He doesn't want her to drive or get mixed up with some pig who'd…well you know. Last month he gave me a phone number, I'm supposed to keep an eye on her while she's here and call him when she's had enough. He adds fifteen percent to her tab and pays it once a month." Jack sighed heavily. "Guess I'm gonna have to take back that 64 inch big screen, now."

"Don't worry, Jack. You keep the TV, here…for your trouble. And thanks for helping to take care of my friend. I'm sure your work isn't done." Fran handed Jack a wad of money. She was after all Mrs. Maxwell Sheffield.

Fran grabbed a cab in front of Jack's and called Max on the cell. "Max, I'm on a mission. I promise I'll tell you everything when I get home. Thanks, I love you."

* * *

Fran had the cab just sit in front of CC's building until she saw Niles come out to front doors, get into the town car and drive off. "Thanks, here ya go." Fran paid the driver and got out. She quickly made her way up to CC's apartment and although she hated doing it she knew she had to. She ran her hand along the top edge of the door jamb. "Oh, CC…we've got to talk about a better place to hide key." Fran realized after unlocking CC's door that there was a lot of dust on that key. Her eyes got very big. "Niles must have his own key." She whispered.

Fran crept slowly into CC's bedroom. "Wow…this is a great room." She sat down on the edge of CC's bed and noticed the clothes she'd been wearing were all neatly placed on her 'suit rack'. Max had one for his suits. Fran could only see the thin black straps on CC's negligee but knew full well that Niles must have undressed CC and put her to bed. "That is one very amazing man who can have the woman he loves, drunk out of her mind and naked and still just put her to bed and leave."

Fran wanted desperately to talk to CC about everything she'd learned at the club. But then she thought about it. Niles took a good yellin' at from Max and didn't say a word. He's neva said anything to me. And this is at least the fourth month he's been doing this. "I'm sittin' on the edge of the wrong bed."

When Fran got home it was still pretty early but Max told her that Niles had already gone to bed. "Max, I really have to speak with him. Are you going to be working a little while longer?"

"Yes, Darling," Max looked up at her worried face. "Fran, are you alright? I mean, I don't have to work if you need to talk to me or if you need my help."

Fran kissed him lightly. "Thanks, Honey. But this is something I have to deal with myself. Don't worry, I'll be fine." Fran kissed him again and made her way up to Niles' room. Fran listened for a minute and heard Niles moving around so she knew he was still awake. She knocked and waited.

"Yes?" Niles said as he opened the door. "Oh, Fran…is everything alright?"

Fran just looked at him for a minute and hugged him tightly. "Uhm…Fran?"

"Niles…can I come in and talk to you about something very important?" Fran asked in her best 'I really need my best friend now' voice.

Niles stepped aside and let Fran in. "It's inappropriate for you to be in here, Mrs. Sheffield."

"Niles, please, I told Max where I was going. He knows. No problem." Fran sat in Niles desk chair and Niles stood by the door. "Niles, I'm gonna get a crick lookin' up atcha. Just sit on the bed, I promise I won't try to jump ya."

Niles sighed. "I'm sorry Fran, old habits die hard." Niles sat on the edge of his bed. "So, what did Max do now?"

"It's not Max, Niles, it's you." Fran started.

Niles looked worried. He ran the day's events over in his mind. "What did I do?"

"Niles…you are the most amazing man I have eva had the privilege of knowin'." Fran smiled at him. "I was at Jack's with CC tonight."

Niles eyes went wide. "Uhm…I just happened to go in for a pint with David from next door and I saw…"

"Don't bother, Niles. I forced it out of Jack." Fran explained everything that happened at Jack's to Niles. Well, everything except CC's confession. After all, she did promise. "I knew you'd take CC home. I wanted to check on her myself, so I followed you. How did you get in? Her spare key was covered in dust."

"After the first few times, I had a copy made, it was just easier, I could use the parking garage elevator, less risk of someone seeing me taking her to her apartment." Niles looked away.

Fran shook her head. "I'm still just amazed at you. You undress her, hang her clothes on the caddy, put her in her negligee, and put her to bed. Then you…you leave?"

"I sit for a few minutes to make sure she's asleep and that she doesn't get sick, she's done that a few times. After I'm sure she's safe, I leave the way I came and come home." Niles again broke eye contact.

"I know all that, Niles, it's very…sweet really, but that's so you. What I'm amazed by is that…well…" Fran just didn't know how to say it.

"That I don't take advantage of having CC Babcock naked and drunk?" Niles looked up at Fran. "I love her, Fran. I couldn't do that."

"Why didn't you say something?" Fran doesn't know what to make of her friend.

Niles stood and stepped away from Fran's gaze. "What am I to say? I'm just Niles the butler. You see how we treat each other. She hates me."

"Niles, I know how much CC drank tonight. Her monthly tab must be pretty high. How can you afford that?" Fran just had to ask.

Niles laughed softly. "Fran, Max pays me quite well for what I do. My expenses are very little. I'm very good with my money and CC manages all my investments. What else do I have to spend my money on if not keeping her safe and free from embarrassment?"

"She's never once remembered? All those times you've taken her home and she neva woke up and saw ya?" Fran couldn't believe it.

Niles nodded. "She has actually. There were a few times when she woke up and said some pretty strange things. But she's never remembered the next day. If she has, she hasn't said anything to me."

"No, I think you're right. She didn't recognize the place at all when we first got there. It wasn't until she was drunk that she told me she'd been there before." Fran shook her head again. "She's got issues, I'll give her that."

Niles sat down again. "I just don't know what to do, Fran. I haven't been able to determine what it is that makes her drink like that. It's not all the time. It's like something sets her off."

"Really?" Fran's wheels were working. "What do you suspect?"

"Well, at first I thought it was you and Max getting married. But the two of you are so close now that can't be it." Niles thought a minute. "I thought it was maybe the end of some relationship, but she hasn't mentioned anyone in a long time."

"Niles…" Fran started. "Have you kept track of when you've had to go to Jack's after CC?"

"Well, sure…I guess I probably have something here with the dates, why?" Niles asked.

Fran stood up. "I'll be right back, get me those dates." Fran left Niles room and was back in moments with her diary in her hand.

"Fran, I'm not one to pry, but what has your diary got to do with CC going on a bender?" Niles sat on his bed again with the tabs from Jack's in his hand.

Fran sat in the desk chair again. "Ok, give me one of those dates, start about a month ago."

"October second." Niles read off the list.

Fran flipped through her diary to the corresponding date. "October second…Max tried…no…wait…here…Niles pulled one of his best yet. He unscrewed all the legs on the love seat in the office and when Miss Babcock plopped down it dropped to the floor. She was mortified and Niles said, _"If I've told you once, I've told you a thousand times that thing isn't made for your kind." _Wow, Niles even I thought that was a little harsh."

Niles looked a little confused. "I'm not sure I'm following you, Fran."

"Give me another date." Fran asked him.

"Ok…October fourteenth." Niles read. "There were a quite a few in between did you want to go in order?"

"Nope, let's just check and see what I have…" Fran flipped to the date. "October fourteenth…blah…blah…blah…CC found the receipt for Niles' latest trick. She's staying with us for the weekend while her apartment is being painted. Niles had all the clothes she brought taken in a size by the dry cleaner and CC thought she was gaining weight. I wonder how she'll make him pay for this."

Fran looked up at Niles who looked a little shell shocked. "Oh, God, it's me. It's my fault. I'm driving her to drink herself blind." Niles was nearly distraught. "But…why? We've played these silly pranks on each other for years. All the insults, the name calling, it's just…what we do."

"Niles…didn't you just tell me that you thought CC hated you?" Fran asked quietly. "You just said, _"I'm just Niles the butler. You see how we treat each other."_ How does it feel, Niles? When CC really gets ya good?" Fran waited.

Niles sighed. "That's different, Fran. I love CC, if hurts like hell when she does something terrible to me."

"Right. It hurts like hell and what do you do?" Fran asked knowing full well the answer.

"Well, before the heart attack I'd eat." Niles looked at Fran. "Since the heart attack, I go to the gym and beat the crap out of the heavy bag."

Fran nodded. "Does it make you forget?"

"No, but it makes me feel a little better." Niles reasoned.

Fran nodded. It wasn't like Niles to be so dense. That was really more Max's area. "But CC is always watching her weight and she's not really a go to the gym sort of girl."

"Fran, I'm not really as dense as you think, that's Max, no offense." Fran tossed up her hands. "I understand what you're trying to suggest without actually suggesting it. But you're wrong. CC Babcock isn't in love with me…it's just not possible. Babcock's and servants don't mix."

Fran nodded. "Niles…if I thought for one second that CC was in love with you, my best friend, who is in love with her, why wouldn't I just come right out and say it? I mean what possible reason could there be for my suggesting it without actually suggesting it? Hinting at it without saying it?"

"I can't think of any reason you've ever held back something like this unless it was a promise..." Niles suddenly realized what Fran was really not saying. "I have been hanging around Max too long. Fran, without actually telling me anything…did CC tell you that she loves me?"

"I can't tell you that, Niles." Fran remembered her promise to CC. _'…I promise. I won't tell Niles that you're in love with him.'_ "But I can answer ya…yes."

Niles sat back against his headboard. "That does explain quite a bit, actually."

"Such as?" Fran decided it was her turn to get some information.

"Some of the things she said when she did wake up those times." A small smile crossed Niles' face as he remembered. "She thanked me once. Said she could always count on me. Once she said you're always there when I need you."

Fran looked a little shocked. "An you neva suspected she had real feelins' for ya?"

"She was drunk, Fran. People say a lot of stuff when they're drunk." Niles admitted.

Fran shook her head. "Yeah, because they have less control to hold back, I've neva met anyone who can lie well when they are drunk." Fran moved to the end of Niles' bed. "So…what are you going to do now?"

"Well I can't just switch gears, she'd suspect something. I've waited to be with her for nearly twenty years, I think I can handle a few more weeks." Niles winked at his friend. "Now, I have to get up very early in the morning to make breakfast, so I think you should go find your husband."

Fran stood up, as did Niles and they hugged. "Ok, Scarecrow. I know this will all work out for you. Just remember take it easy on her…keep her out of the bar."

"I'll do my best, Fran." Niles smiled and closed the door as Fran left him.

* * *

Over the next few weeks, Niles eased up on CC. Not really so anyone would notice unless they were looking for it, like Fran was. There was still the late night call from Jack, but they were few and far between. "Niles, I think you're doing a good job not being too obvious."

"Thank you, Mrs. Sheffield. I do try." Niles offered.

CC blew into the kitchen. "Fran…did Max tell you about the benefit dinner tonight?"

"Oy…no!" Fran leapt up from her chair. "What time to I need to be ready?"

CC looked at her watch. "It's not until seven, Fran. You've got plenty of time…"

"Seven! Sorry, can't talk gotta get to the Chatterbox. Have to choose a gown, need to take care of business." Fran was out of the kitchen before Niles or CC could blink.

CC shook her head. "The woman is beautiful, why does she think she needs six hours to get ready?"

Niles smiled at CC. "She still isn't used to the idea that she doesn't have to win Max. She wants to look her best for him all the time. You can't fault her for it. She doesn't know how lovely she is. Most women don't know how really beautiful they are."

CC just stood and looked at Niles. "Are you feeling alright, Hazel?"

"Perfectly well, why?" Niles asked her.

"You're waxing poetic." CC chided. "What do you know about beautiful women?"

Niles returned something to the refrigerator. "I've seen the same beautiful woman every day for years. I'm quite the expert."

CC scoffed. "Oh right, Fran."

Niles waited until CC was at the kitchen door before he responded. "I wasn't talking about Fran." Niles turned and made his way up the back stairs just as CC turned around in shock.

CC had barely moved from the kitchen doorway when Fran flew in. "I've got ten minutes to get to the Chatterbox."

"Fran…do you think Niles would escort me to the benefit tonight?" CC asked as Fran opened the back door. She stopped in her tracks. "I don't know…maybe. Are ya finally gonna tell him how ya feel?"

"Nooooo." CC glared at Fran. "You didn't tell him…did you?"

Fran in all honesty answered. "No, I didn't tell him how you feel. But you really should. Look CC, do you remember when we went to Jack's a few weeks ago to find out what was going on with that bill?"

"Shhhh, yes I remember, that's when I got plastered and spilled my guts to New York's biggest yenta. Why?" CC frowned at her friend.

Fran shook her head. "I've got to get to the Chatterbox, but think about something, CC. Have you asked yourself how you got home that night?" Fran opened the back door.

"I'll drive." CC pulled Fran away from the back door and out of the kitchen.

* * *

CC opted not to have the ladies at the Chatterbox 'work on her' while she and Fran had their little chat. Fran told her everything she'd discovered from Jack and some of what Niles told her. She didn't exactly tell CC that Niles was in love with her, it wasn't her place. But the other stuff, well Niles never asked her not to say anything.

"All these months, Niles has been taking me home and paying my tab?" CC was shocked. "I thought I was dreaming."

Fran frowned. "Whadaya mean?"

"Well, I remember him carrying me, and helping me in the bathroom once, when I was sick. I remember him calling me…Love…" CC's eyes weren't really focusing. Fran thought she looked sad almost.

"CC, Honey. Are ya ok?" Fran lightly touched her arm.

CC smiled. "I'm fine, Fran. Can you get a ride home? I need to get ready myself. But first, I have to ask Butler Boy if he'll escort me."

"I know that face, CC Babcock. You're scheming." Fran was worried.

CC nodded. "I am, Fran. But don't worry, it's all going to turn out perfectly."

CC strode in the front door and Niles was dusting the mirror in the foyer. "Hey, Niles. Do you have plans for tonight? I need an escort for the benefit and all the men I know are busy." CC couldn't be too obvious or Niles would surely think it was a trick.

"Why would I ever agree to escort you anywhere?" Niles asked knowing full well he had every intention of saying he would.

CC laughed lightly. "What else ya got to do?"

"Fine, when do we leave?" Niles also knew exactly when they would need to leave. He had to have Max ready on time, didn't he?

"Just dig out your tux and be ready to leave with Max and Fran." CC dropped. "Tell Max I'm going home to get ready."

Niles frowned and looked at his watch. "It's a little early isn't it?"

CC turned and opened the front door stepping just over the threshold before she answered. "Not if I want to look my best for my date." She closed the door before Niles had a chance to turn his head in shock.

The benefit was a huge success and everyone had a lovely time. Niles and CC were very polite to one another, one may even say attentive to one another. They spent the evening dancing. The one thing they always did beautifully together with never a battle between them.

"Fran…" Max asked as Niles closed the door to the limo after letting CC out to walk her to her door. "What's going on with those two?"

Fran sighed and thought to herself. _"God I love this man, but he really is pretty dense." _"Well, since Niles is walking CC up to her apartment I have just enough time to fill you in." Fran did just that. She told Max all about what happened at Jack's and her talk with CC and then her talk later that night with Niles. She finished just as Niles slipped back into the driver's seat and pulled away from the curb.

"Niles…" Max called from the back.

"Sir?" Niles answered.

"Did you walk CC up to her apartment?" Fran turned to look at Max and frowned.

Niles glanced in the rear view mirror. "Uhm…yes, Sir. Is there a problem?"

"No, old man. Good show." Max finished and Fran just shook her head.

* * *

"Fran…" CC stepped quietly into the kitchen. "Where's Niles?"

Fran looked up. "He's at the grocery store…why?"

"I need your help with something." CC sat down at the table and Fran ran to the freezer for a pint of Ben and Jerry's and grabbed two spoons.

Fran handed CC a spoon and opened the ice cream. "I can't scheme on an empty stomach."

CC told Fran exactly what she had in mind and Fran gave her a few idea how to tweek her plans. "Are you sure he'd gonna fall for this, CC?"

"That's where you come in, Fran. You're going to have to convince him that it's not a trick. Without telling him about…well you know…" CC raised an eyebrow.

Fran didn't know how she managed. For almost a month, both CC and Niles have known how the other feels about them, and Fran hasn't let on. "I won't tell him anything, I promise." CC stood and dropped her spoon in the sink just as Niles opened the back door with his arms full of groceries.

"Geez, Niles." CC took a bag from him. "Ask for help will ya." CC put the bag on the counter. "Hey, Niles…my apartment complex is doing a charity drive and I have a few boxes of old junk I want to donate. Can you come by my apartment tonight around seven and help me get them to the parking garage?"

Niles blinked and looked at Fran who gave him 'the look'. "Uhm…what's in it for me?"

CC rolled her eyes. "I'll buy you a nice casual dinner, so no butler suit."

"Very well, I suppose I can do my part for charity." Niles winked at Fran.

"Thanks Niles. The boxes aren't really heavy. There are just quite a few of them." CC added for good measure.

"I meant dinner with you, not the boxes." Niles had to keep up appearances.

CC made a face at him. "Very funny, Merry Maid, just be at my place at seven." CC winked at Fran and left the kitchen.

"What's all that about?" Niles asked Fran.

Fran shrugged. "Sounds like she's plannin' somethin'."

"Should I be worried?" Niles asked his friend.

Fran wouldn't look at Niles. "I don't think so."

"Fran…do you know what CC has planned for tonight?" Niles asked again.

Fran still wouldn't make eye contact. "Niles…you know I can't tell you that. But trust me, you should definitely go."

"Is there anything I should do to…prepare?" Niles wanted to get as much information as he could.

Fran sighed. "Niles…the two of you have been pullin' me apart this last month. CC asked you to be at her place at seven o'clock and to dress casually. You should wear those Levi's you wore to the park last week for Brighton's ball game. And that blue knit pullover sweater. Beyond that, my lips are sealed." Fran 'zipped' her lips.

"Alright, Fran, I guess I can wait couple of hours to see what CC has in store for me." Niles sighed. "I better get dinner started."

Fran stood and patted Niles on the back. "Don't worry about dinner, Niles. I'll call Mr. Wong's…I've been craving his mooshi pork for a few days now." Fran smiled at him. "Now, go get ready."

"Get ready? To carry boxes and have hamburgers with Miss Babcock?" Niles smirked.

Fran gave Niles the 'Fine evil eye.' "Well, I always say it's better to be ready for anything. But, if you want to go to CC's apartment after a full day of butlering without, showering, shaving and splashing on a little of that Paco Rabanne I got ya last Christmas, that's up to you."

Niles smirked at Fran. "Thanks, Fran. I'll go get ready." Niles started up the back stairs.

* * *

Niles rang CC's bell right on time. She opened the door dressed in a pair of well fitting faded jeans and a pale blue sleeveless mock turtle neck. "Hello, Niles, right on time. I can always count on you." CC smiled slyly as she turned away from him. "I thought we'd have dinner here first then we can take care of the other stuff."

"Uhm…ok." Niles was still recovering from the 'I can always count on you' that CC dropped when she let him in. He watched as the barefoot CC padded into the kitchen and his thoughts wandered. _"That's one of the things she said to me when she was…"_

"Niles!" CC nearly yelled from her kitchen as he stood still just inside the door.

"What?" Niles shook the thoughts from his head. "I'm sorry, my mind wandered. Did you need something?"

CC shook her head and laughed lightly. "I just wanted to know if you wanted a drink for if you just want to wait for dinner."

"Uhm…I'll wait for dinner." Niles made his way to the breakfast bar that separated CC's kitchen from her living room. "Do you need me to do anything?"

"I think I've got it covered. There's barely enough room in here for one person, let alone two." CC had an old fashioned apron tied around her waist which brought a smile to Niles' face. "What?"

"I love your apron." Niles raised an eyebrow. "I think Mrs. Cleaver had one just like it."

CC laughed. "I was going through a lot of stuff I had in storage and I found a few of my grandmother's things. I love these old aprons. They remind me of happy times."

"Well, it's very flattering." Niles smiled genuinely.

CC made a face. "Thanks. Could you open the wine, please?" CC handed Niles a bottle of wine and the cork screw.

"Ooooo, 1990 Avignonesi Merlot Desiderio, excellent choice for…" Niles inhaled deeply. "Lasagna."

"I'll never know how you do that." CC laughed lightly. "But you are correct, we are having lasagna. I hope that's ok."

Niles looked at CC for a moment and their eyes locked. "That's perfect."

* * *

They had a wonderful dinner seated on CC's small balcony. "Niles…" CC said as he started clearing the table. "You're my guest. You don't have to clean up."

"You made me a wonderful dinner, the least I can do is take my plate back into the kitchen." Niles winked and the two of them made quick work of the dishes.

"Are you ready for dessert?" CC waggled her eyebrows. "It's my grandmother's recipe. I never made it before. I'd really like your opinion."

Niles tilted his head back to examine CC's face. "Alright, Babs, bring it on." Niles leaned on the bar and watched as CC pulled the dessert out of the fridge and cut two squares.

"Now, you can have it just like this or I can warm it in the microwave and drop some ice cream on top." CC grinned.

"A la mode!" They called together and laughed. CC put both pieces in the microwave and set the timer to run while she got the ice cream from the fridge. "Is vanilla ok?"

Niles grinned. "Perfect, you don't want to overwhelm the palette with a fancy ice cream and a dessert."

"Thanks, I'll keep that in mind." CC winked and put the ice cream on the bar.

Niles laughed. "So ends the lesson." CC put a generous scoop of ice cream on each piece of her grandmother's apple-cranberry crumble. "You take these out to the balcony and I'll put the ice cream away, do you want more wine or something to drink?"

"No, thanks, I think I'm good for now." Niles answered as he took the desserts out to the balcony and waited for CC.

"So? What do you think?" CC asked as she stepped out onto the balcony.

Niles looked up at her. She took his breath away in the evening light from the city. "Uhm…I was waiting for you."

"I'm not trying it until I know it doesn't kill you." CC took her chair and watched as Niles, her resident expert, tried the dessert. "Well?"

"It's wonderful, CC, really." Niles smiled at her. "I think the Fuji apples and the cranberries are a perfect complement. There's just enough cinnamon to pull the sweetness from the apples and still allow the tartness of the cranberry to come through. I love it. May I have the recipe?"

CC looked down at her dessert. "Well, I don't know. It's supposed to stay in the family. We'll see." CC winked at his half smile.

After they finished their dessert and Niles again insisted on helping to clean up, CC dropped down onto the sofa in her living room. Niles stood beside the sofa. "Uhm…Miss Babcock…"

"Niles, please, even Fran calls me CC now. We've known each other for almost twenty years, I think you should call me CC." She looked up at him.

Niles nearly stammered. "I'm not sure that would be appropriate. I call Fran Mrs. Sheffield, most of the time, and she's my best friend."

"True, but you've never seen Fran naked…have you?" CC dropped flatly and waited to see Niles' reaction.

"What? Or course I've never seen Fran naked, but what has…" Niles suddenly realized what CC was suggesting. "I…I…don't know what you're suggesting…Miss..." Niles swallowed the forming lump in his throat.

CC stood up and cut him off. "CC…my name is CC. And you know very well what I'm suggesting, Niles." CC's voice was practically caressing him and Niles was suddenly feeling very warm.

"CC, I'm not sure exactly what you think…but…I can promise…" Niles was silenced by CC's warm lips taking his in a soft, wet kiss. Her hands cupped his face much like that night a few years ago after they'd both had a few too many. Niles felt his arms creeping up her hips and circling her waist.

CC slowly ran her tongue along his bottom lip and his lips parted as they deepened their kiss. So much love and pent up frustration poured out of them through that kiss neither wanted it to end. They broke the kiss only when the need for air forced it.

"CC…I don't…what does all this mean?" Niles didn't want to make too much of this encounter, fearing he'd end up hurt.

CC smiled at him with love and warmth. "Happy birthday, Niles."

Niles grinned. "I appreciate a nice birthday dinner. But, my birthday isn't until tomorrow."

"Dinner wasn't you're birthday present, Niles." CC gave him her most sultry look.

Niles raised an eyebrow. "Really? Then what is my birthday present?"

"I was thinking…" CC rested her hands on his chest and whispered lightly, "…breakfast in bed."

Niles leaned down and kissed her softly. "I love you, CC Babcock. I have for more years than I remember."

"I love you too, Niles. I knew the first time I laid eyes on that impish grin." CC took Niles by the hand and led him into her bedroom.

She sat him on the bed and stood before him. Dressing casually has its advantages, less to remove. CC easily pulled the sleeveless top over her head and tossed it aside. Then she slowly undid the button of her jeans, lowered the zipper and deftly stepped out of them dropping them on the bench at the foot of her bed. Clad now only in her matching black silk bra and panties she stepped forward into Niles' arms and kissed him softly. "Your turn."

CC knelt between Niles' legs and pulled his knit sweater up and over his head dropping it next to them on the floor. She leaned forward and dropped a soft kiss on his belly. Then she looked up into his eyes as her fingers worked at the button of his jeans and slid down the zipper. CC stood up and gently pushed Niles back onto the bed. Then she grabbed the cuffs of his jeans and with a little lift of his hips she pulled them quickly off. Then she straddled his waist. "Now what should we do?"

Niles took this opportunity to turn the table on CC and flipped her onto her back. Then he stood just off the side of her bed. "We finish what you started."

Niles carefully slipped out of his boxers and stood before her completely exposed. "My God, Niles…look at you!"

"What's the matter, CC? We're you worried I wouldn't rise to the occasion?" Niles smirked.

CC gave him a bit of her deep sultry laugh. "I never doubted you for a moment."

Niles dipped his finger up through the leg of her panties and gradually slipped then down her long legs. Then he leaned down and made quick work of CC's bra. Then he deftly slid them both back on the bed. "CC, are you really sure? If we do this, there's no going back."

"I'm sure, Niles. I've never wanted something so much. Please…" CC whispered. "Make love to me."

"I love you, CC." Niles kissed her. First softly, warmly, with adoration, but soon it grew, more passionate, more heated more intense. CC moaned into him. Their hands exploring each other, their tongues danced and toyed in a kiss so encased in love that neither would look at kissing the same way again.

"Now, Niles…" CC nearly begged. "No more waiting, I want you now."

Niles hovered above her for only a moment and their eyes met as he slowly slid himself into her forcing a deep groan from them. "Oh, God, Niles…" CC's head dropped back and he kept still just long enough for her to get accustomed to him.

Niles and CC…CC and Niles. Together, now and forever. They moved together in a dance choreographed by their love for one another. Neither concerned for their own pleasure, only for the pleasure they could bring to the other. "Niles…I love you." CC whispered as he nipped at the sensitive skin of her neck. "Don't stop, Niles…don't ever stop."

Niles felt her tighten around him and slowed his thrusts as he kissed her through her release. "My God, Niles…I've never felt anything like that before." CC whispered and took his earlobe between her teeth. Niles continued his slow and steady rhythm. CC growled into his ear. "Take me there again, Niles…I want to feel it again…"

Niles groaned with the sensations her breath on his neck sent coursing through him. "My God, CC, you're driving me crazy." Niles kissed her softly and lifted himself to look into her eyes. "I want to watch…" Niles eyes darkened with his need, his raw unbridled desire for her.

CC's breathing was getting more shallow, more ragged, broken by soft mews that only served to drive Niles on wanting to take her there again. "Oh, God. oh…Niiiiles…so…close…don't…stop…"

"That's it, Love…almost…" Niles knew he was nearing his own climax and needed to take CC with him. "God, CC…you…feel…so…"

The intense explosion as they peaked together, so full of love and desire and passion that it filled the room with the silence of contentment. Niles rolled onto his back and pulled CC onto his chest, never breaking the connection of love between them. CC laid her head on his chest as neither spoke waiting for their breathing to ease.

It seemed like a long time before either spoke, neither sure why or what to say . "My God, Niles…" CC lifted her head to look down at him. "Have you always been able to do that?"

Niles smiled and kissed her lightly. "I don't know…I've never done it like that before."

CC frowned. "What do you mean?"

"I've never actually been in love, CC. It changes everything." Niles whispered. "It's only ever been…sex…before." Niles looked away from her gaze. Niles felt the drop on his cheek and turned back to see the tears filling CC's eyes. "Please don't cry, CC. I can't bear it."

"I'm sorry, Niles. I've never been in love before either. I didn't know what love was until I met you. You threw a wrench into the workings of everything I'd ever been taught." CC kissed him softly. "You are an amazing man, Niles. I love you with my whole heart."

"I love you, too, CC, with everything I am." He wrapped his arms around her.

CC lifted herself up onto her hands and looked at Niles. "So…do you want to see if you can do it again?" CC wiggled her hips a bit.

"I think I may be up to the challenge." Niles gave her his impish grin.

CC's eyes darkened with desire. "It sure feels that way to me."

They made love well into the early morning and true to her word, CC woke Niles with breakfast in bed. "Happy birthday, Niles."

"Thank you, Love." Niles sat up in bed and CC placed the tray across his lap.

CC climbed into the bed next to him and fed him a bit of waffle. "Niles?"

"MMmmm?" Niles responded as best he could with waffle in his mouth.

CC snuggled close. "What's your last name?"

Niles swallowed the waffle and smirked. "I'll tell you but you have to answer three things, first."

"Ok." CC fed him another bite of waffle, smaller this time. "What things?"

"First, are you happy about where we are now?" Niles asked.

CC smirked. "Do mean us together in bed…or us together forever?"

"Forever." Niles quickly amended his question.

"Yes, very happy." CC kissed him with syrupy lips.

"Good. If I tell you, you have to promise never to tell anyone, it's kind of a thing with me." Niles took a sip of his juice.

CC took a bit of waffle. "Ok, I promise. What's the last thing?"

"Will you promise to share it with me, forever?" Niles wasn't sure it was the best proposal he could have managed, but it was the most spontaneous.

CC sat very still for a moment. "Niles…did you just ask me to share your last name...as in…marry you?" CC didn't look at him, but she had to be certain.

"Yes, CC. Will you take my last name and share it with me as my wife forever?" Niles sat and waited, growing more and more nervous with each passing moment.

CC turned to look at him. "I have to know the name first." CC grinned.

Niles grinned back. "Brightmore. My name is Niles Andrew Brightmore."

"Hmmm. Brightmore…Chastity Claire Brightmore." CC did her best 'I'm giving it some serious thought' face. "Well, I wouldn't have to change any of my monogrammed stuff, that's always a plus. Yeah, Niles…I guess I'll marry you."

Niles smirked at her playfulness and decided it was time to 'one up her'. "Well good, because…did you say Chastity Claire?"

"Yes…now come on…good because…" CC coaxed him to continue and drop her 'name'.

Niles smiled. "Right, I think I'd have a tough time returning the ring I bought last week. I already had it engraved."

CC sat up so quickly that she nearly knocked the tray off the bed. "Ring! You bought me a ring last week? How did you know I'd say yes? What if I hadn't? What if I really didn't like you what if…can I see it?"

Niles laughed loudly and moved the tray to straddle CC's lap so he could retrieve the ring from his pants. "Ready?" Niles held the ring in his hands. CC nodded furiously. Niles decided it would be best to remove the breakfast tray from the bed altogether and put it on the small sofa opposite CC's bed. "Give me your hand, please." CC held out her left hand and Niles slipped the ring on her finger. "Chastity Claire, will you marry me?"

CC opened her eyes and looked at her ring. It was a gorgeous two and a half carat diamond in a platinum filigree setting. "It's beautiful, Niles…thank you. I would love to marry you." CC took his face in her hands and kissed him. "So, Butler Boy, what else would you like to do for your birthday?"

"Well, I've already proposed, so...can I have that recipe now?" Niles gave her his impish grin.

CC laughed. "I promise I'll give you all of Grammie's recipe's as soon as we say 'I do'. So...how do we spend your birthday?"

"I don't care just as long as I spend it with you." Niles pulled her into his arms and kissed her lovingly.

CC rolled on top of him. "I can arrange that."

Niles and CC spent the better part of the day in bed. CC even did her best Marilyn Monroe 'Happy Birthday' song for Niles. But, Max and Fran called and begged her to bring him home for cake and ice cream. Niles and CC thought it would be the perfect time to announce their engagement. So, that's what they did. And to think, it all started because Max decided to bring in the mail.


End file.
